Notes to Accounts of NOCIL Ltd.

Mar 31, 2017

(d) Rights, preferences and restrictions attached to Equity shares

The Company has a single class of Equity Shares. Each Shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the Shareholders. In the event of liquidation, the Equity Shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amounts, in proportion to their shareholding.

Note :

1. Figures in bracket denotes previous year figures.

2. Deductions in Plant and Equipment includes assets written off during the year - Gross block Rs.623.35 lakhs (previous year Rs.190.01 lakhs) Net book value Rs.65.43 lakhs (previous year Rs.46.64 lakhs).

3. Adjustments under Depreciation and Amortization for the previous year was on account of transitional provisions of Schedule II to the Companies Act, 2013.

Note:

(i) Pursuant to an agreement entered into between the core promotors of the Company and some of the promtor companies and approved by the Board of Directors of the Company on 6 August 2016, the Company, during the year has sold part of its investments (Non-current investment) in Navin Flourine International Limited. The profit on sale of the said investments aggregating to Rs.1,969.57 lakhs has been disclosed as âExceptional Item''.

(ii) Pursuant to the agreement mentioned in the note (i), 703,375 Equity shares of Mafatlal Industries Limited were purchased during the year.

Had fair value method been used, the compensation cost would have been higher by Rs.151.60 Lakhs (previous year Rs.116.36 Lakhs), profit after tax would have been lower by Rs.106.62 lakhs (previous year Rs.75.99 Lakhs) and EPS - Basic would have been Rs.7.26 (lower by Rs.0.07) (previous year Rs.4.79 per share (lower by Rs.0.04) and Diluted would have been Rs.7.22 (lower by Rs.0.07) (previous year Rs.4.74 per share (lower by Rs.0.04)).

The Company expects to contribute Rs.215.00 lakhs (previous year Rs.337.26 Lakhs) to its Gratuity plan for the next year.

In assessing the Companyâs Post Retirement Liabilities the Company monitors mortality assumptions and uses up-to-date mortality tables. The base being the Indian Assured Lives Mortality (2006-08) ultimate tables.

Expected return on plan assets is based on expectation of the average long term rate of return expected on investments of the fund during the estimated term of the obligations.

The estimates of the future salary increase, considered in actuarial valuation, take account of inflation, seniority, promotion, and other relevant factors, such as supply and demand in the employment market.

Other Disclosures:

4. The amounts due to Micro and Small Enterprises as defined in the âThe Micro, Small and Medium Enterprises Development Act, 2006'' has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the auditors. The disclosures relating to Micro and Small Enterprises as at the year-end are as follows:

5. Details of specified bank notes (SBNs)

The details of holding and dealing in SBNs by the company during the period from 8 November 2016 to 30 December 2016 are as follows

6. Derivative Instruments and Foreign Currency Exposure

(a) The Company has entered into forward exchange contracts for hedge purposes, not intended for trading or speculation purposes, to establish the amount of currency in Indian Rupees available at the settlement date of certain receivables. The following are the outstanding forward exchange contracts entered into by the Company:

7. Details of expenditure and income on in house approved Research and Development (R&D) facility

Particulars (as identified and bifurcated by the management of the company)

Capital expenditure is not on incurrence basis thus does not include net addition in capital work in progress

8. The Board of Directors at it''s meeting held on 8 May 2017 have recommended a dividend of Rs.1.80 (Previous year Rs.1.20) per equity share of Rs.10 each, subject to approval by the shareholders at the ensuing Annual General Meeting.

9. Details of Loans given, Investment made and Guarantee given covered under section 186(4) of the Companies Act, 2013:

(i) The Company has not given any loans or guarantees.

(ii) Investments made by the Company as at 31 March 2017 (Refer note no. 11)

10. Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification / disclosure.

Mar 31, 2016

1. Figures in bracket denotes previous year fgures.

2. Adjustments in buildings aggregating to Nil (previous year Rs. 17.47lakhs) represents commercial property given under operating leaseduring the year.

4. Adjustments under Depreciation and Amortization for the previousyear was on account of transitional provisions of Schedule II to theCompanies Act, 2013 (refer note 27).

Note:

566,320 Equity shares of Navin Fluorine International Limited werereceived under the rehabilitation scheme of Mafatlal Industries Limitedsanctioned by the Board for Industrial and Financial Reconstruction inits order dated 30th October, 2002.

1. During the year ended 31 March 2015, pursuant to the notifcation ofSchedule II to the Companies Act, 2013 with effect from April 1, 2014,the Company revised the estimated useful life of relevant assets toalign the useful life with those specifed in Schedule II. Pursuant tothe transitional provisions prescribed in Schedule II to the CompaniesAct, 2013, the Company had fully depreciated the carrying value of theassets, net of residual value, where the remaining useful life of theasset was determined to be nil as on April 1, 2014, and adjusted anamount of Rs. 34.92 lakhs (net of deferred tax of Rs. 17.99 lakhs) againstthe opening balance in the Statement of Proft and Loss under Reservesand Surplus.

2. The Company is primarily engaged in the business of manufacturingand trading of rubber chemicals, which, in the context of AccountingStandard 17 on ''Segment Reporting'', constitutes a single reportablesegment.

(ii) Enterprises over which Directors and Relatives of such personnelexercise signifcant infuence:

Navin Fluorine International Limited

Mafatlal Industries Limited

Shri Sadguru Seva Sangh Trust

Sri Chaitanya Seva Trust

(iii) Key Management Personnel:

Mr. C. R. Gupte Mr. S. R. Deo

Had fair value method been used, the compensation cost would have beenhigher by Rs. 116.36 Lakhs (previous year Rs.12.92 Lakhs), proft after taxwould have been lower by Rs.75.99 lakhs (previous year Rs. 8.54 Lakhs) andEPS â Basic would have been Rs. 4.79 (lower by Rs.0.04) (previous yearRs.3.52 per share (lower by Rs. 0.01) and Diluted would have been Rs. 4.74(lower by Rs. 0.04 (previous year Rs. 3.50 per share (lower by Nil)).

The Company expects to contribute Rs. 337.26 lakhs (previous year Rs.210.30 Lakhs) to its Gratuity plan for the next year.

Expected return on plan assets is based on expectation of the averagelong term rate of return expected on investments of the fund during theestimated term of the obligations.

The estimates of the future salary increase, considered in actuarialvaluation, take account of infation, seniority, promotion, and otherrelevant factors, such as supply and demand in the employment market.

5. Derivative Instruments and Foreign Currency Exposure

(a) The Company has entered into forward exchange contracts for hedgepurposes, not intended for trading or speculation purposes, toestablish the amount of currency in Indian Rupees available at thesettlement date of certain receivables. The following are theoutstanding forward exchange contracts entered into by the Company:

6. Details of Loans given, Investment made and Guarantee givencovered under section 186(4) of the Companies Act, 2013: (i) TheCompany has not given any loans or guarantees. (ii) Investments madeby the Company as at 31 March 2016 (Refer note no. 11)

7. Previous year''s fgures have been regrouped / reclassifed wherevernecessary to correspond with the current year''s classifcation /disclosure.

Mar 31, 2015

CORPORATE INFORMATION

NOCIL Limited (the Company) was incorporated on 11 May 1961, and is
engaged in manufacture of rubber chemicals. The Company has
manufacturing facilities at Navi Mumbai (Maharashtra) and at Dahej
(Gujarat). The products manufactured by the Company are used by the
tyre industry and other rubber processing industries.

Note: The Company has contested / filed appeals in respect of the
aforesaid disputed matters before the authorities. The management is
hopeful that matters will be decided in favour of the Company.

3. The Company is primarily engaged in the business of manufacturing
and trading of rubber chemicals, which, in the context of Accounting
Standard 17 on ''Segment Reporting'', constitutes a single reportable
segment.

4. The Company''s significant leasing arrangements are in respect of
operating leases for premises (residential, offices, godowns etc.)
These lease arrangements are ranging between 11 months to 60 months
generally or longer and are renewable by mutual consent or mutually
agreeable terms. The aggregate lease rentals expense and income is ''
300.05 Lakhs (previous year Rs. 261.78 Lakhs) and Rs. 48.04 Lakhs (previous
year Rs. 36.75 Lakhs) respectively.

5. During the year, pursuant to the notification of Schedule II to the
Companies Act, 2013 with effect from April 1, 2014, the Company revised
the estimated useful life of relevant assets to align the useful life
with those specified in Schedule II. Pursuant to the transitional
provisions prescribed in Schedule II to the Companies Act, 2013, the
Company has fully depreciated the carrying value of the assets, net of
residual value, where the remaining useful life of the asset was
determined to be nil as on April 1,2014, and adjusted an amount of Rs
34.92 lakhs (net of deferred tax of Rs 17.99 lakhs) against the opening
balance in the Statement of Profit and Loss under Reserves and Surplus.

The depreciation expense in the Statement of Profit and Loss for the
year is lower by Rs. 456 .24 lakhs and profit after tax for the year is
higher by Rs. 301.57 lakhs consequent to the change in the useful life of
the assets.

Had fair value method been used, the compensation cost would have been
higher by Rs. 12.92 Lakhs (previous year Rs. 21.35 Lakhs), profit after tax
would have been lower by Rs. 8.54 lakhs (previous year Rs. 14.55 Lakhs) and
EPS - Basic would have been Rs. 3.52 (lower by Rs. 0.01) (previous year Rs.
1.46 per share (lower by Rs. 0.01) and Diluted would have been Rs. 3.50
(lower by Nil) (previous year Rs. 1.46 per share (lower by Rs. 0.01)).

The Company expects to contribute Rs. 210.30lakhs (previous year Rs.
138.78Lakhs) to its Gratuity plan for the next year.

In assessing the Company''s Post Retirement Liabilities the Company
monitors mortality assumptions and uses up-to date mortality tables.
The base being the Indian Assured Lives Mortality (2006-08) ultimate
tables.

Expected return on plan assets is based on expectation of the average
long term rate of return expected on investments of the fund during the
estimated term of the obligations.

The estimates of the future salary increase, considered in actuarial
valuation, take account of inflation, seniority, promotion, and other
relevant factors, such as supply and demand in the employment market.

7. During the previous year ended 31 March 2014, the Company
implemented a voluntary retirement scheme at its Navi Mumbai plant. The
compensation paid during the previous year under the said scheme of Rs.
203.45 lakhs has been debited to the statement of Profit and loss and
shownas an exceptional item in the previous year.

8. Details of Loans given, Investment made and Guarantee given covered
under secton 186(4) of the Companies Act, 2013:

(i) The Company has not given any loans or guarantees.

(ii) Investments made by the Company as at 31 March 2015 (Refer note
no. 11)

9. Previous year''s figures have been regrouped / reclassified wherever
necessary to correspond with the current year''s classification /
disclosure.

(d) Sales tax demands disputed 393.81 364.36
Note: The Company has
contested / filed appeals
in respect of the aforesaid
disputed matters before the
authorities. The management
is hopeful that matters will
be decided in favour of the
Company.

2 . Estimated amount of contracts
remaining 149.26 142.70 to be
executed on capital account
and not provided for
(net of advances)

3. The Company is primarily engaged in the business of manufacturing
and trading of rubber chemicals, which, in the context of AS 17 on
''Segment Reporting'', constitutes a single reportable segment.

4. The Company''s significant leasing arrangements are in respect of
operating leases for premises (residential, offices, godowns etc.).
These lease arrangements are ranging between 11 months to 60 months
generally or longer and are renewable by mutual consent or mutually
agreeable terms. The aggregate lease rentals expense and income is Rs.
261.78 Lakhs (previous year Rs. 192.39 Lakhs) and Rs. 36.75 Lakhs (previous
year Rs. 27.00 Lakhs) respectively.

5. The amount of borrowing costs capitalized during the year is NIL
(previous year Rs. 1,013.69 Lakhs)

6. Related Parties

(A) Name of related parties and description of relationship

(I) Subsidiary Company:

PIL Chemicals Private Limited (PIL)

(ii) Enterprises over which Directors and Relatives of such personnel
exercise significant influence:

Navin Fluorine International Limited

Mafatlal Industries Limited

(iii) Key Management Personnel:

Mr. C. R. Gupte

Mr. S. R. Deo
(w.e.f. - 1st January 2014)

7. The Company has implemented a voluntary retirement scheme at its
Navi Mumbai plant. The compensation paid during the current year under
the said scheme of Rs. 203.45 lakhs has been debited to the Statement of
Profit and loss and disclosed as an exceptional item.

8. Previous year''s figures have been regrouped / reclassified
wherever necessary to correspond with the current year''s classification
/ disclosure.

Mar 31, 2013

1 Contingent liability in respect of:
(Rs. in Lakhs)

(a) Claims against the Company not 140.58 202.88
acknowledged as debts

To be executed on capital account and not provided for (net of
advances)

3. The company is primarily engaged in the business of manufacturing
and trading of rubber chemicals, which, in the context of AS 17 on
''Segment Reporting'', constitutes a single reportable segment.

4. The Company''s significant leasing arrangements are in respect of
operating leases for premises (residential, offices, godowns etc.).
These lease arrangements are ranging between 11 months to 60 months
generally or longer and are renewable by mutual consent or mutually
agreeable terms. The aggregate lease rentals expense and income is
Rs.192.39 Lakhs (previous year Rs.142.15 Lakhs) and Rs.27.00 Lakhs
(previous year Rs.27.00 Lakhs) respectively.

5. The amount of borrowing costs capitalized during the year is Rs.
1,013.69 Lakhs (previous year Rs.467.14 Lakhs)

6. Related Parties

(A) Name of related parties and description of relationship

(i) Subsidiary Company:

PIL Chemicals Private Limited (PIL)

(ii) Enterprises over which Directors and Relatives of such personnel
exercise significant influence:

Navin Fluorine International Limited Mafatlal Industries Limited

(iii) Key Management Personnel:

Mr. C. R. Gupte

7. The amounts due to Micro and Small Enterprises as defined in the
"The Micro, Small and Medium Enterprises Development Act, 2006" has
been determined to the extent such parties have been identified on the
basis of information available with the Company. This has been relied
upon by the auditors. The disclosures relating to Micro and Small
Enterprises as at 31st March, 2013 are as follows:

8. Derivative Instruments and Foreign Currency Exposure

(a) There are no outstanding forward exchange contracts as at 31 March
2013 and 31 March 2012.

(b) The year-end foreign currency exposures that have not been hedged
are as follows:

9. Previous year''s figures have been regrouped / reclassified
wherever necessary to correspond with the current year''s classification
/ disclosure.

Mar 31, 2012

(a) Rights attached to equity shares

The company has a single class of equity shares. Each shareholder is
eligible for one vote per share held. The dividend proposed by the
Board of Directors is subject to the approval of the shareholders. In
the event of liquidation, the equity shareholders are eligible to
receive the assets of the company, in proportion to their shareholding.

Note :

The Company carried a Reserve for Contingency to meet a shortfall, if
any, in realization of intercorporate loans. Such loans having been
repaid during the year, the Reserve for Contingency is transferred to
Surplus in Statement of Profit and Loss.

Note:

1. 566,320 Equity shares of Navin Fluorine International Ltd. were
received under the rehabilitation scheme of Mafatlal Industries Ltd
sanctioned by the Board for Industrial and Financial Reconstruction in
its order dated 30th October, 2002.

2. Pursuant to the scheme of amalgamation approved by the Bombay High
Court, subsidiary companies (Ensen Holdings Limited and Urvija
Investments Limited) were merged with another subsidiary company (PIL
Chemicals Private Limited) with retrospective effect from 1 April 2010.
Consequent to the merger, the company has received 844,833 equity
shares of Rs. 10 each of PIL Chemicals Private Limited at a premium of
Rs. 20 per share in lieu of its holdings in Ensen Holdings Limited and
Urvija Investments Limited. This has resulted in excess provision for
diminution of Rs. 22.45 Lakhs in the value of investment in Ensen
Holdings Limited booked in earlier years, which has been reversed.

1. The company is primarily engaged in the business of manufacturing
and trading of rubber chemicals, which, in the context of AS 17 on
'Segment Reporting', constitutes a single reportable segment.

2. The Company's significant leasing arrangements are in respect of
operating leases for premises (residential, offices, godowns, subletting
etc.). These lease arrangements are ranging between 4 months to 60
months generally or longer and are renewable by mutual consent or
mutually agreeable terms. The aggregate lease rentals expense and
income is Rs.142.15 Lakhs (previous year Rs. 180.03 Lakhs) and Rs.
27.00 Lakhs (previous year Rs. 53.20 Lakhs) respectively.

3. The amount of borrowing costs capitalized during the year is
Rs.467.14 Lakhs (previous year Nil)

4. Related Parties

(A) Name of related parties and description of

relationship

(i) Subsidiary companies:

PIL Chemicals Private Limited (PIL)

Ensen Holdings Limited

(merged into PIL with effect from 1 April 2010)

Urvija Investments Limited

(merged into PIL with effect from 1 April 2010)

(ii) enterprises over which directors and Relatives of such personnel
exercise significant influence:

Navin Fluorine International Limited Mafatlal Industries Limited

(iii) Key management Personnel:

Mr. C. R. Gupte

(B) transactions with related parties

Had fair value method been used, the compensation cost would have been
higher by Rs. 90.78 Lakhs (previous year Rs. 97.35 Lakhs), proft after
tax would have been lower by Rs. 61.33 Lakhs (previous year Rs. 68.14
Lakhs) and EPS Ã both Basic and Diluted Ã would have been Rs. 2.07 per
share (previous year Rs. 2.03 per share).

The company expects to contribute Rs. 98.45 Lakhs (previous year Rs.
102.73 Lakhs) to its Gratuity plan for the next year. In assessing the
Company's Post Retirement Liabilities the company monitors mortality
assumptions and uses up-to-date mortality tables. The base being the
LIC 1994-96 ultimate tables. Expected return on plan assets is based
on expectation of the average long term rate of return expected on
investments of the fund during the estimated term of the obligations.
The estimates of the future salary increase, considered in actuarial
valuation, take account of infation, seniority, promotion, and other
relevant factors, such as supply and demand in the employment market.

5. The amount of exchange differences included in the net profit for
the year aggregates to Rs. 181.47 Lakhs (Previous year Rs.(29.02)
Lakhs).

6. Previous year's figures have been regrouped / reclassified wherever
necessary to correspond with the current year's classification /
disclosure.

Mar 31, 2011

(Rs in lakhs)
2010-11 2009-10

1. Estimated amount of contract remaining to
be executed on capital account 2868.85 125.94
and not provided for (net of advances)

4. The Company as at 31 March 2011 carries a total contingency reserve
of Rs3,000 lakhs (previous year Rs3,000 lakhs) which, in its opinion, is
adequate to meet any short fall/diminution in the ultimate realisation
of its Investments, Current Assets and Loans & Advances.

5. The company is primarily engaged in the business of manufacturing
and trading of rubber chemicals, which, in the context of AS 17 on
Segment Reporting, constitutes a single reporting segment.

6. The Companys significant leasing arrangements are in respect of
operating leases for premises (residential, offices, go-downs,
subletting etc.). These lease arrangements are ranging between 4 months
to 60 months generally or longer and are renewable by mutual consent or
mutually agreeable terms. The aggregate lease rentals expenses and
income is Rs 180.03 lakhs (previous year Rs379.59 lakhs) and Rs53.20 lakhs
(previous year Rs303.27 lakhs) respectively.

7. Related Parties

(A) Name of related parties and description of relationship

(i) Subsidiary Companies :

Ensen Holdings Limited

Urvija Investments Limited

PIL Chemicals Private Limited

(ii) Enterprises over which Directors and Relatives of such personnel
exercise significant influence :

Navin Fluorine International Limited

Mafatlal Industries Limited

(iii) Key Management Personnel :

Mr. C. R. Gupte

(iv) Relatives of Key Management Personnel:

Mr. V. R. Gupte

Mrs. A. C. Gupte

Had fair value method been used, the compensation cost would have been
higher by Rs 97.35 lakhs (P.Y. Rs30.93 lakhs), profit after tax would
have been lower by Rs68.14 lakhs (P.Y. Rs18.72 lakhs) and EPS Ã both
Basic and Diluted Ã would have been Rs2.03 per share (P.Y. Rs2.11 per
share).

The company expects to contribute Rs. 103 lakhs to its Gratuity plan
for the next year. In assessing the Companys Post Retirement
Liabilities the company monitors mortality assumptions and uses
up-to-date mortality tables. The base being the LIC 1994-96 ultimate
tables.

Expected return on plan assets is based on expectation of the average
long term rate of return expected on investments of the fund during the
estimated term of the obligations.

The estimates of the future salary increase, considered in actuarial
valuation, take account of inflation, seniority, promotion, and other
relevant factors, such as supply and demand in the employment market.

15. Figures of the previous year have been regrouped / rearranged
wherever necessary to correspond to figures of the current year.
Amounts and other disclosures for the preceding year are included as an
integral part of the current year financial statements and are to be
read in relation to the amounts and other disclosures relating to the
current year.

2. The Company as at 31 March 2010 carries a total contingency reserve
of Rs. 3000 lakhs (previous year Rs. 3000 lakhs) which, in its opinion,
is adequate to meet any short fall/diminution in the ultimate
realisation of its Investments, Current Assets and Loans & Advances.

3. The company is primarily engaged in the business of manufacturing
and trading of rubber chemicals, which, in the context of AS 17 on
Segment Reporting, constitutes a single reporting segment.

4. The Companys significant leasing arrangements are in respect of
operating leases for premises (residential, offices, go- downs,
subletting etc.). These lease arrangements are ranging between 4 months
to 60 months generally or longer and are renewable by mutual consent or
mutually agreeable terms. The aggregate lease rentals expenses and
income is Rs 379.59 lakhs (previous year Rs 394.01 lakhs) and Rs 303.27
lakhs (previous year Rs 357.74 lakhs) respectively.

5. Related Parties

(A) Name of related parties and description of relationship (i)
Subsidiary Companies:

(ii) Enterprises over which Directors and Relatives of such personnel
exercise significant influence:

Navin Fluorine International Limited Mafatlal Industries Limited

(iii) Key Management Personnel:

Mr. C. R. Gupte

(iv) Relatives of Key Management Personnel:

Mr. V. R. Gupte Mrs. A. C. Gupte

6. Figures of the previous year have been regrouped / rearranged
wherever necessary to correspond with the figures of the current year.
Amounts and other disclosures for the preceding year are included as an
integral part of the current year financial statements and are to be
read in relation to the amounts and other disclosures relating to the
current year.